Fix Delaware franchise tax penalty

Deadlines and who pays - Corporations (domestic): Annual Report and Franchise Tax for the prior year are due annually on or before March 1. - Alternative entities (LLCs, LPs, GPs): Annual tax (flat) is due on or before June 1. 2) Penalties and interest for late or non-payment - Late penalty: $200.00 (applies to failure to file the Annual Report / failure to pay required annual taxes). - Interest: 1.5% per month on unpaid tax and penalty (accrues monthly). (These penalty and interest rules apply to corporations and alternative entities; the same $200 penalty + 1.5% monthly interest is stated for both pages.)

Deadlines and who pays

1.

1. 2) Penalties and interest for late or non-payment - Late penalty: $200.00 (applies to failure to file the Annual Report / failure to pay required annual taxes).

1.5% per month on unpaid tax and penalty (accrues monthly). (These penalty and interest rules apply to corporations and alternative entities; the same $200 penalty + 1.5% monthly interest is stated for both pages.)

• Corporations (domestic): Annual Report and Franchise Tax for the prior year are due annually on or before March
• Alternative entities (LLCs, LPs, GPs): Annual tax (flat) is due on or before June
• Interest:

Immediate consequences of non-payment - Loss of Good Standing and inability to obtain a Certificate of Good Standing. - Administrative dissolution/forfeiture/void status if taxes remain unpaid for multiple years (two years for corporations in practice to be dissolved; three years for LLCs/LPs to be canceled is commonly cited). - Record of non-payment remains on company history and can affect investors, banks, and contracts.

How to determine amounts owed and entity status - Check the Delaware Division of Corporations Online Status/search to view current status and whether Annual Report(s) or taxes are delinquent. - Contact Franchise Tax Section or corp@delaware.gov or call (302) 739-3073 for exact payoff amounts, interest calculations, and required filings. 5) How to cure (step-by-step practical guidance) Step A — Figures and status

- Confirm entity type (Corporation vs LLC/LP/GP) and the tax years outstanding. - Use the Division of Corporations online tools or contact the Franchise Tax Section to get payoff (tax + $200 penalty per missed year if applicable + 1.5% monthly interest on tax and penalty). Step B — File and pay what's required: - Corporations: File the missing Annual Report(s) online (Annual Report filing fee for non-exempt corporations is $50) and pay the franchise tax due, plus the $200 penalty and accrued interest. - LLCs/LPs/GPs: Pay the $300 annual tax (flat) for each year due and the $200 penalty plus accrued interest. - Payments generally accepted online through the Division of Corporations payment portal (credit cards listed: Visa, MasterCard, Amex, Discover) and by check if mailing. Step C — If entity is void/forfeited/canceled (administratively dissolved): - You must pay all back taxes, penalties, and interest and then file the appropriate Revival/Reinstatement document. - The Division of Corporations provides specific forms (Certificate of Revival for voided entities; Certificate of Renewal and Revival for forfeited corporations). - The revival filing requires a completed form, a filing cover memo, payment of the Division’s filing charge for the revival, and prior payment of all taxes/penalties. The renewal/revival PDF instructs that "Before the Certificate can be filed, all taxes due the State at the time the corporation became forfeited must be paid. Please contact the Franchise Tax Section prior to filing this document to determine the franchise taxes due." - Revival filing charge: the Division renewal PDF lists "$169.00" as the charge for filing the Certificate of Renewal and Revival (and additional page fees and expedited options may apply). Third-party providers sometimes quote comparable fees (e.g., $189) for preparing/filing the document, but the official Division form text shows $169.00 in that renewal PDF. Always confirm current fees with the Division before filing. Step D — Post-filing and confirmation: - After payment and the filing of any required reports/forms (and the revival if applicable), request a stamped/certified "Filed" copy and obtain a Certificate of Good Standing (or equivalent proof) once the Division processes the filing. Allow for processing times; expedited filing may be available for additional fees. 6) Practical and compliance recommendations - For corporations with complex capital structure, run both Authorized Shares and Assumed Par Value methods to compute the lowest franchise tax; consult a tax advisor to determine whether estimated taxes are required (taxpayers owing $5,000 or more must pay estimated quarterly installments). - Keep a registered agent in place to avoid forfeiture/void status due to agent resignation. - Track the March 1 (corporations) and June 1 (LLCs/LPs) dates with calendar reminders and have a compliance process or service to avoid inadvertent miss. - Beware of third-party solicitation scams — only rely on notices from the State (Division of Corporations). - If you need help: consider using a registered agent, corporate service provider, or CPA/law firm to compute taxes and file revival paperwork.